12-12553-jmp

Doc 5-2

Filed 06/15/12 Entered 06/15/12 12:04:25 Proposed Order Pg 1 of 3

Exhibit

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: ATRINSIC, INC., Debtor. : : : : : : : Chapter 11 Case No. 12-12553

INTERIM ORDER (A) AUTHORIZING THE DEBTOR TO (1) PAY AND HONOR CERTAIN PREPETITION CLAIMS FOR (I) WAGES, SALARIES, EMPLOYEE BENEFITS AND OTHER COMPENSATION AND (II) WITHHOLDINGS AND DEDUCTIONS; (2) CONTINUE TO PROVIDE EMPLOYEE BENEFITS IN THE ORDINARY COURSE OF BUSINESS; (3) PAY ALL RELATED COSTS AND EXPENSES; AND (B) DIRECTING BANKS TO RECEIVE, PROCESS, HONOR AND PAY ALL CHECKS PRESENTED FOR PAYMENT AND ELECTRONIC PAYMENT REQUESTS RELATING TO THE FOREGOING UPON consideration of the motion of Atrinsic, Inc., the above captioned Debtor and Debtor-in-Possession (the Debtor) for entry of an order (A) authorizing but not directing, the Debtor to (1) pay and honor certain prepetition claims for (i) wages, salaries, employee benefits and other compensation and (ii) withholdings and deductions; (2) continue to provide employee benefits in the ordinary course of business; (3) pay all related costs and expenses; and (B) directing banks to receive, process, honor and pay all checks presented for payment and electronic payment requests relating to the foregoing, (collectively, the Motion)1; and it appearing that the relief requested in the Motion is in the best interests of the Debtors estate, its creditors, and other parties in interest; and it appearing that this Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; and it appearing that this Motion is a core proceeding pursuant to 28 U.S.C. 157; and adequate notice of the Motion and opportunity for

Capitalized terms used but not defined herein shall have the same meanings ascribed to them in the Motion.

12-12553-jmp

Doc 5-2

Filed 06/15/12 Entered 06/15/12 12:04:25 Proposed Order Pg 2 of 3

Exhibit

objection having been given; and it appearing that no other notice need be given; and after due deliberation and sufficient cause therefore, it is hereby: ORDERED that the Motion is granted, on an interim basis, to the extent herein; and it is further ORDERED that the Debtor is authorized, but not directed, to honor, pay and modify the Wages and Benefits, other than reimbursement of expenses and bonuses and deferred compensation, in accordance with the Debtors stated policies and prepetition practices, and in the ordinary course of the Debtors business as specifically set forth in the Motion provided however that the Debtor may not pay any employee over the statutory cap of $11,725; and it is further ORDERED that the Debtor is authorized, but not directed, to pay the prepetition wages and compensation due to its employees and subcontractors in accordance with schedule annexed as an Exhibit to the Motion, other than reimbursement of expenses, bonuses and deferred compensation; and it is further ORDERED that the Debtor is authorized to continue to allocate and distribute the Deductions and the Payroll Taxes as specifically set forth in the Motion or as required by applicable federal, state and local law, and directed to make such payments associated with the Debtors payment of its prepetition wages and compensation; and it is further ORDERED that the Debtor is authorized, but not directed, to pay all processing fees, costs and expenses associated with the payment and administration of the Wages and Benefits, including payment to third-party administrators; and it is further ORDERED that to the extent that checks are issued to Employees or other entities in connection with the Wages and Benefits programs and policies, the banks upon which any

12-12553-jmp

Doc 5-2

Filed 06/15/12 Entered 06/15/12 12:04:25 Proposed Order Pg 3 of 3

Exhibit

checks are drawn in payment thereof, either before, on or after the Filing Date, be, and hereby are, authorized to honor such checks upon presentation; and it is further ORDERED that all applicable banks and other financial institutions are hereby authorized to receive, process, honor, and pay any and all checks evidencing amounts paid by Debtor under this Order whether presented prior to or after the Filing Date. Such banks and financial institutions are authorized and directed to rely on the representations of the Debtor as to which checks are issued or authorized to be paid pursuant to this Order; and it is further ORDERED that any payment or transfer made or service rendered by the Debtor pursuant to this Order is not, and shall not be deemed, an admission as to the validity of the underlying obligation, a waiver of any rights the Debtor may have to dispute such obligation or an approval or assumption of any agreement, contract, or lease under 365 of the Bankruptcy Code; and it is further ORDERED that the Debtor is authorized and empowered to take all actions necessary to implement the relief granted in this Order; and it is further ORDERED that the terms and conditions of this Order shall be immediately effective and enforceable upon its entry; and it is further Dated: New York, New York June __, 2012 HONORABLE UNITED STATES BANKRUPTCY JUDGE